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Thomas Ahlström September 2014

Thomas Ahlström September 2014. Creating the right preconditions for family company survival Preparing the Next Generation Governance and Education

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Thomas Ahlström September 2014

• Creating the right preconditions for family company survival

• Preparing the Next Generation

Governance and Education

Generation Survival percentage

2nd 30

3rd 10-15

4th 3-5

5th 1-2

6th <0,5

Survival rates of family companies (world wide)

The stakeholders

shareholders debt providers employees pressure

groups

The shareholder – the most important stakeholder

Family Private Institution Activist Hedge Fund Raider

The family shareholder- The Superstakeholder

“In a listed, or a privately held company, there is always a possibility to exit, one way or the other, whereas the fundamental idea about family ownership - in its purest form - is to keep the company, own it as a going concern, and pass it on to the next generation”.

The ”Golden Cage”

I can’t eat my cake!

How does this effect governance?

If you can’t (or are not supposed to) vote with your feet – you probably want to exercise influence over the company, and ideally, in a much more rigourous way than the average shareholder in the average company

Owner – management interest alignment?

Governance models

Family assembly - Family council

Annual General Meeting

Single family Multiple families 1-2 generations Several

generations

Complexity³

Holding company – Supervisory board

Generation Persons Year of birth

4. 50 1930 - 1960

5. 147 1951 - 2002

6. 137 1980 - 2014

7. 6 2008 - 2014340

Big Family - Big Challenges

The Ahlström family - direct involvement

• Some 340 family members including children and in-laws

• Widely spread share ownership, 230+ family shareholders

• The fifth generation has taken over at board level

• 13 family members serve on 6 different boards, some on 2 boards

• 6 family members are nomination board – or committee members

• 14 family members serve on the holding company supervisory board

• 3 family members are employed in two different companies

About 30 persons

How do you secure a generation shift

• Trust or foundation

• Family governance

• Traditions, mindset, education, agreed principles

• Controlled shift of power

At what point do you engagethe next generation?

Early!

Education

18 30 Age

General Education Specific Education

”Equal opportunities” ”Based on track record and potential”

Courses

Finance for family business

Ahlström Business Academy I

Summer Camp

Strategic thinking - Insead

Leadership today - MIT

12

External – private economy

Ahlström Business Academy II

External evaluation Mentoring

Ahlström Business Academy III

Investor Day

Factory visits

Other external

Family business - IMD

How to get the Family Governance Working - our case

1991 First session, Professor John Davies, Harvard 1994 Second session1995 First Family Document 1996 Third session, Professors A. Lank & F. Neubauer, IMD,

Switzerland1998 Family Document 2nd edition ”Family Values and Policies”2002 Family Document 3rd edition

Governance & the Family Council

Family

General Meeting

Family Council

Family Assembly

Board

Mgmt

Mandate?

Why do Family Councils fail?

• The Family Council is a ”fair weather” institution

• The power structure of the Family Council is assymetric in relation to the Companies Act, and Articles of Association

• It does generally not take into account share based voting rights

• It is distant from the real corporate world

Back to the drawing board....

2010 Dr. Annelie Karlsson

2011 Fine tuning of the governance mode

2012-14 Changing the corporate structure

Antti Ahlström Perilliset Holding

Diffuion

Ahlström CapitalPrivate equity,

industrial investments, real estate, forestry,

listed shares, cleantech

Ahlstrom plc

Fiber Technology

Ownership Structure 2014

Munksjö plc

Specialty Paper

Ahlström Family 230 shareholders

OWNERSHIP ISSUES

OPERATIONAL ISSUES

Simplyfing a complex world

Social Capital

Intellectual Capital

Trust and Respect Economic CapitalVision, Mission,

Owner Strategy

Holding Company Operating Company

”And they lived happily ever after”

Thomas Ahlström